PhanTom of the Opurra
by TuggersTuxedoTom
Summary: Demeter must choose between Macavity, the PhanTom of the Opera, and Munkustrap, her childhood sweetheart. COMPLETE!
1. Public Auction

*****I do not own Cats or the Phantom of the Opera*****

**PhanTom - Macavity**

**Christine - Demeter**

**Madame Giry - Grizabella**

**Raoul - Munkustrap**

**Meg - Jemima**

**Carlotta - Bombalurina**

**New managers for the opera house (Andre and Firman) - Bustopher Jones and Gus the Theater Cat**

**Conductor for the opera band: Skimbleshanks**

**Piangi - Asparagus Jr.**

* * *

_Paris - 1919_

The streets were busy with activity as a carriage pulled up in front of an abandoned opera house. A banner above the door read: "Vente Publique Aux Encheres (Public Auction Today)." The carriage stopped and the nurse pushed a wheelchair around to the side. A elderly black and silver striped Tabby stepped out and was lowered into the wheelchair.

"Sold. Your number sir? Thank you." The auctioner was saying. "Lot 663, ladies and gentletoms. A poster from this house's production of 'Hannibal' by Chalumeau."

"Showing here." A young tom stood in front of the crowd and held up the object.

"Do I have ten francs?" The auctioner scanned the crowd. "Five, then. Five I am bid. Six. Seven. Against you, sir, seven. Eight? Eight once. Selling twice. Sold, to Monsieur Deferre."

"Thank you very much, sir," Monsieur Deferre said.

"Lot 664," the auctioner continued. "A wooden pistol and three human skulls. From the 1831 production of 'Robert le Diable' by Meyerbeer. Ten francs for this. Ten, thank you. Ten still. Fifteen, thank you. Fifteen I'm bid. Going at fifteen. Your number, sir?"

The black and silver Tabby looked up to see an elderly grey queen staring at him. Recognition flashed in the Tabby's eyes.

"Lot 665, ladies and gentletoms," the auctioner kept going. "A paper mache musical box in the shape of a barrel organ. Attached, the figure of a monkey in Persian robes playing the cymbals. This item discovered in the vaults of the theater, still in working order."

"Showing here," the young tom said. Music filled the opera haouse at the sound of the musical box.

'May I commence at fifteen francs?" The auctioner asked. "Fifteen, thank you."

The Tabby made the gesture to his nurse to bid on the musical box. She raised her hand.

The auctioner smiled. "Yes, twenty from you, sir. Thank you very much."

The elderly grey queen raised her hand to bid higher.

"Madame Grizabella, twenty-five. Thank you, madame. Twenty-five I am bid. Do I hear thirty?"

The nurse raised her hand again.

"Thirty. And thirty-five?"

The auctioner looked towards the grey queen, but she shook her head.

"Selling at thirty francs, then. Thirty once, thirty twice. Sold for thirty francs to Monsieur Munkustrap. Thank you, sir."

The young tom placed the musical box in Munkustrap's lap. Madame Grizabella watched from across the room.

_"A collector's piece, indeed," _Munkustrap sang in his head. _"Every detail, exactly as she said. Will you still play when the rest of us are dead?"_

"Lot 666, then," the auctioner continued once more. "A chandelier in pieces. Some of you may recall the strange affair of the PhanTom of the Opera. A mystery never fully explained. We're told, ladies and gentletoms, that this is the very chandelier which figures in the famous disaster. Our workshops have repaired it and wired parts of it for the new electric light. Perhaps we can frighten away the ghost of so many years ago with a little illumination. Gentletoms?"

The cats standing next to the covered chandelier nodded and pulled on the ropes, revealing the chandelier as it made its way up to the ceiling. The lights flickered on. The opera house began transforming from old and dusty to new and refined.


	2. Think of Me

_Paris - 1870_

A carriage pulled up to the opera house, and two cats got out, Bustopher Jones and Gus the Theater Cat. Inside the opera house, the actors were running around and getting ready to practice for the upcoming play. Down below the stage, Skimbleshanks was preparing the orchestra and getting situated for practice. Demeter and Jemima ran down the steps and rushed to the front stage. Outside, a young black and silver striped Tabby, Munkustrap, was pulling up to the opera house in his carriage. He hopped out and walked inside.

_"The trophy from our saviors,"_ sang Bombalurina, the lead singer for all the plays. _"From our saviors, from the enslaving force of Rome!"_

The backup singers walked out on stage in harmony as they sang together, _"With feasting and dancing and song, tonight in celebration. We greet in victorious throng, returned to bring salvation! The trumpets of Carthage resound. Hear, Romans, now and tremble. Hark to our step on the ground. Hear the drums, Hannibal comes!"_

Asparagus Jr. walked up to the front and began singing, _"Sad to return to find the land we love, threatened once more by Roma's far-reaching grasp." _Asparagus Jr. had an understudy, Alonzo, who stood next to him and tried to copy Asparagus Jr's movements.

"Gentletoms!" Skimblehanks cried from his podium to his orchestra. "Gentletoms!"

"Rehearsals are underway for a new production of Chalumeau's 'Hannibal'-" the old manager of the opera house was showing Bustopher and Gus around and walked out to the practice preformance.

"Monsieur Lefevre, I am rehearsing!" Skimbleshanks cried. Monsieur Lefevre glanced at him and called for everyone's attention.

"Monsieur Skimbleshanks and Madame Grizabella, ladies and gentletoms," Monsieur Lefevre looked around. "Please, if I could have your attention?" Cats stopped their dancing to look at their beloved manager. "As you know, there have been rumors of my imminent retirement. I can now tell you that these were all true, and it is my pleasure to introduce you to the to gentletoms who now own the Opera Populaire: Monsieur Bustopher Jones and Monsieur Gus. I'm sure you have read their recent fortune in the junk business-"

"Scrap metal, actually," Bustopher interrupted.

"They must be rich!" Two queens whispered as they got a look at the two cats.

"And we are deeply honored to introduce our new patron," Monsieur Lefevre continued, gesturing to Munkustrap who was standing off to the side. "Monsieur Munkustrap!" By then, Demeter and Jemima had sauntered onto the stage to see what was going on.

"It's Munkustrap!" Demeter said fondly. Jemima looked at her. "Before my father died, at the house by the sea...I guess you could call us childhood sweethearts. He called me 'Little Lotte'."

"Demeter, he's so handsome!" Jemima squealed.

"My parents and I are honored to support all the arts, especially the world-renowned Opera Populaire," Munkustrap said. Bombalurina stepped forward to Munkustrap with a smile on her face.

"Gentletoms," Monsieur Lefevre said. "Signora Bombalurina is our leading soprano for five seasons. Signor Asparagus Jr." Asparagus Jr. stepped forward and bowed. The cats all clapped.

"An honor, Signor," Munkustrap replied. "I believe I am keeping you from your rehearsal. I will be here this evening to share your great triumph. My apologies." With that, Munkustrap turned to leave, walking by Demeter and Jemima. Jemima watched as her friend's face fell when Munkustrap didn't notice her.

"He wouldn't recognize me," Demeter said sadly.

"He didn't see you," Jemima countered. Madame Grizabella ushered the new managers to the side so the practice performance could continue. Demeter and Jemima ran out with the other dancers.

"We take particular pride in the excellence of our ballet," Madame Grizabella explained to Bustopher and Gus.

"I can see why," Gus mused. "Especially that little angel." He pointed at Jemima.

"That is my daughter Jemima," Grizabella said.

"And that exceptional beauty?" He pointed at Demeter. "No relation, I trust?"

"That is Demeter. She has promising talent."

"Demeter, you say? No relation to the famous Old Deuteronomy?"

"His only child. Orphaned at seven when she came to live and train in the ballet dormitories."

"An orphan, you say?"

Grizabella lifted her chin up a fraction. "I think of her as a daughter, as well. Gentletoms, if you could be so kind and stand off to one side?" They did as they were told, and the end of the song was just finishing up. Bombalurina tried not to lose her temper as someone accidentally stepped on her tail.

"All day!" Bombalurina cried as the song ended. "All they want is dancing!"

"Well..." Monsieur Lefevre came up next to Bustopher and Gus. "Monsieur Munkustrap is very excited about tonight's gala."

Bombalurina marched up to the three cats. "I hope he is as excited by dancing queens as your new managers, because I will NOT being singing!" She marched away.

"What do we do?" Bustopher asked.

"Grovel," Monsieur Lefevre replied. They nodded and ran after Bombalurina.

"I'm going now! It's finished!" Bombalurina cried.

Bustopher and Gus finally caught up to her. "World-renowned artist and great beauty! Goddess of song!"

"Monsieur Skimbleshanks," Bustopher turned to the conductor. "Isn't there a rather marvelous aria for Elissa in Act 3 of 'Hannibal'? Perhaps the signora-"

"I don't have my costume for Act 3 because someone did not finish it!"

An idea popped into Bustopher's head. "Signora, as a personal favor, would you oblige us with a private rendition?"

"If my managers command." She walked up to the center of the stage.

Gus turned to Monsieur Lefevre. "Why exactly are you retiring?"

"My health," came the reply. Skimbleshanks ran to his podium and got the orchestra ready.

_"Think of me,"_ Bombalurina sang as the music started. Bustopher and Gus cringed at the sound of her voice. _"Think of me fondly, when we've said goodbye. Remember me, once in a while. Please proise me you'll try. When you find, that once again, you long to take your heart back..." _

Up above, a dark figure ran across the rafters. It untied a rope that connected to the big curtain. The curtain began falling and cats began screaming. The curtain fell on top of Bombalurina when she was singing. Everyone scampered forward to lift the curtain off of her. The dark figure up aboce slowly drifted away.

"He's here!" Jemima told Demeter. "The PhanTom of the Opera!"

"Singora!" Monsieur Lefevre exclaimed. "Are you alright?" He looked up at the rafters. "For Everlasting Cat's sake, what's going on up there?"

A face peered over the railing. "Don't look at me, I wasn't at my post! There's no one there!" Madame Grizabella was peering up at the rafter when she saw a letter floating down towards her. She picked it up and saw a stamp with the initials 'OG'. She smiled to herself and walked back to the crowd. "Or if there is, well then, it must be a ghost." He winked.

"Signora, these things do happen!" Gus tried to assure Bombalurina.

Her anger started showing and she turned to Monsieur Lefevre. "For the past three years, these things DO happen! And did you stop them from happening? No!" She turned to Bustopher and Gus. "And you two! You are as bad as him! Until you stop theses things from happening, I will not be singing!" She turned around and stomped away.

"Gentletoms, good luck." Monsieur Lefevre started to walk away. "If you need me, I shall be in Australia."

Gus turned to Skimbleshanks, who was quietly moaning. "She will be coming back, right?" He shrugged his shoulders.

"You think so, Monsieur?" Grizabella held the letter. "I have a message from the Opera Ghost-"

"Everlasting Cat! You're all obssessed!" Bustopher cried.

"He welcomes you to his opera house-"

"_His_ opera house?" Gus cried. He took the letter from Grizabella.

"And commands that you continue to leave Box 5 empty for his use. And reminds you that his salary is due."

"His salary?" Bustopher asked.

"Well, Monsieur Lefevre used to give him twenty-thousand francs a month..."

"_Twenty-thousand francs?" _Bustopher cried, yanking the letter away from Gus.

"Perhaps you can afford more, with Munkustrap as your patron?"

"Madame, I had hoped to make that announcement public tonight when Munkustrap was joining us at the gala. But obviously, we shall now have to cancel, as it appears that we have lost our star!" He ripped up the letter into small pieces.

"Surely there must be an understudy for Bombalurina," Gus assured.

"Understudy?" Skimbleshanks cried. "There is no understudy for Bombalurina!"

"Demeter could sing it." Demeter looked up in shock.

"A chorus girl? Don't be silly."

"She has been taking lessons from a great teacher," Grizabella continued.

"Who?" He looked at Demeter.

"I-I don't know his name, Monsieur," Demeter admitted.

"Let her sing for you," Grizabella walked up to Demeter and placed a paw on her shoulder. "She had been well taught."

Gus looked at Bustopher, who nodded. Demeter slowly walked to the front of the stage. Skimbleshanks tapped his baton on his podium and began the music. After a few bars, Demeter began the song.

_"Think of me,"_ she sang softly, her sweet voice filling every inch of the room. _"Think of me fondly, when we've said goodbye. Remember me, once in a while. Please proise me you'll try. When you find, that once again, you long to take your heart back and be free. If you ever find a moment, spare a thought for me..."_

Cats swarmed into the room to hear Demeter. No one had really heard her sing solo before. When she finished the song, everyone clapped and Bustopher and Gus looked at each other approvingly.

"I think we found out star for the play," Gus said.


	3. Come to me Angel of Music

It was the big night, and the Opera Populaire was sold out. Demeter peeked out from the side of the stage and saw Munkustrap sitting in Box 5, wearing a dashing black suit.

_"I will not make a fool of myself,"_ Demeter thought. It was time for her song. She quickly fixed the bottom on her white dress and touched the little diamonds in her hair. She walked onto the stage and stood in the center, facing the crowd. She took a deep breath and began singing. _"We never said our love was evergreen, or as unchanging as the sea. But if you can still remember, stop and think of me. Think of all the things we've shared and seen. Don't think about the way things might have been. Think of me, think of me waking silent and resigned. Imagine me, trying to hard to put you from my mind. Recall those days, look back on all those times, think of the things we'll never do. There will never be a day when I won't think of you..."_

Deep underneath the opera house, the dark figure that had dropped the curtain on Bombalurina stopped when it heard Demeter's singing. The sweet voice filled its ears and the dark figure continued walking after a while.

Munkustrap sat straight up when he stared at Demeter and sang, _"Can it be? Can it be Demeter?"_ He stood up and clapped, then he turned around and walked down the stairs. _"Long ago; it seems so long ago, how young and innocent we were. She may not remember me, but I remember her."_

_"Flowers fade; the fruits of summer fade; they have their seasons, so do we. But please promise me that sometimes you will think ah-ah-ah-ah-ah-ah-of...ah-ah-ah-ah-ah-ah-of meee!" _Demeter bowed and looked at Grizabella and Jemima. They were clapping and smiling. She looked back into the audience and gave one last bow before walking off stage.

One of the backstage workers was spying from the side. She took a quick drink of alcohol before running outside. Outside, Bombalurina and Asparagus Jr. were sitting in a carriage, spying on how the play was doing. The worker came out and gave a weak smile. Asparagus Jr. caught Bombalurina as she fainted.

Jemima went to find Demeter after the show, but could not find her anywhere. She remembered one place that Demeter went to whenever she wanted to be alone. It was a small room with a big mural on the wall, with a stick of candles next to it. It was where she came to pray. Jemima walked down a narrow hall where a couple was in deep embrace.

_"Brava, brava, bravissima," _a deep husky voice filled the room.

_"Demeter, Demeter,"_ Jemima sang next, not hearing the voice fight before she walked in.

_"Demeter..." _the deep voice repeated in a whisper.

Jemima sat down next to Demeter._ "Where in the world have you been hiding? Really, you were perfect! I only wish I knew your secret: who is your great tutor?"_

"Jemima, when your mother brought me here to live, whenever I came down here alone to light a candle for my father, a voice from above and in my dreams, he was always there. You see, when my father lay dying, he told me I would protected by an angel-an Angel of Music."

Jemima leaned forward. "Demeter, do you believe? Do you think the spirit of your father is coaching you?"

"Who else, Jemima? Who?" Jemima looked unsure, then Demeter began singing again. _"Father once spoke of an angel, I used to dream he'd appear. Now as I sing I can sense him, and I know he's here. Here in this room he calls me softly, somewhere inside hiding. Somehow I know he's always with me. He, the unseen genius."_

Jemima looked in concern as her friend stood up with a far away look. _"Demeter, you must have been dreaming. Stories like this can't come true. Demeter, you're talking in riddles, and it's not like you!"_ They got up and left the small room. Demeter took one last look before Jemima nudged her out the door.

_"Angel of Music, guide and guardian, grant to me your glory!"_

_"Who is this angel?"_

They both sang together, _"This Angel of Music, hide no longer, secret and strange angel."_

Demeter turned to Jemima. _"He's with me even now."_

_"Your hands are cold."_

_"All around me."_

_"Your face, Demeter, it's white!"_

_"It frightens me!"_

_"Don't be frightened." _The song ended and Jemima quickly ushered Demeter out of the hall.

* * *

Demeter had never been so crowded in her life! She had cats surrounding her, trying to talk to her. Grizabella finally stepped in and helped Demeter through the crowd. They finally reached the grand changing room.

"You did very well, my dear!" Grizabella glanced at the table and picked up a rose with a black bow on it. "He is pleased with you." Demeter took the rose and quietly felt the black bow. Grizabella smiled and left the room.

"Ah! Munkustrap!" Gus greeted. "We've made quite a discovery with Miss Demeter! Perhaps we could present her to you?"

Munkustrap smiled. "If you don't mind, this is one visit I should prefer to make unaccompanied." He looked down and took the bouquet of flowers that Bustopher was holding and went inside the changing room.

"It would appear they have met before," Bustopher mused.

Munkustrap opened the door and smiled at Demeter, who was still holding the rose. "Little Lotte let her mind wander. Little Lotte thought: 'Am I fonder of dolls or of goblins or shoes'?"

Demeter smiled widely. "Munkustrap..." she breathed.

"'Or of riddles or frocks'?" Munkustrap continued.

"Those picnics in the attic."

"'Or of chocolate'?"

"Father playing the violin."

"As we read to each other the dark stories of the North." Munkstrap leaned down in front of Demeter.

"'What I love best', Little Lotte said. 'Is when I'm alseep in my bed'." She then sang, _"And the Angel of Music sings songs in my head."_

_"And the Angel of Music sings songs in my head,"_ they sang together.

"You sang like an angel tonight," Munkustrap said as he hugged Demeter tightly.

"Father said: 'When I am in Heaven, child, I will send the Angel of Music to you'. Well, my father is dead. And I have been visited by the Angel of Music."

"No doubt of it!" Munkustrap smiled and stood up. "And now we go to supper."

"No Munkustrap! The Angel of Music is very strict!"

"Well I shan't keep you up late."

"Munkustrap, no."

"You must change!" Munkustrap was not going to give up easily. "I'll order my carriage, Little Lotte."

"No! Munkustrap, wait!" He didn't hear for he was already out the door. Demeter sat back down, flustered.

The key was left in the door. An orange paw quietly reached for it and turned the key, locking the door. Grizabella watched from the next room over.

The lights in the Opera Populaire began dimming. Demeter was just about to leave when her candles blew out. She looked around but saw no windows that could have made the flames go out.

_"Insolent boy, this slave of fashion, basking in your glory!" _Demeter froze when she heard the deep husky voice. The Angel of Music! _"Ignorant fool! This brave young suitor, sharing in my triumph!"_

Demeter looked around the room. _"Angel, I hear you. Speak-I listen. Stay by my side, guide me. Angel, my soul was weak-forgive me. Enter at laster, Master."_

_"Flattering queen, you shall know me," _the voice replied. _"See why in shadow I hide. Look at your face in the mirror, I am there inside!"_

Demeter turned to face the huge mirror resting against the wall. A figure began showing through the glass. It was the Angel of Music! He was orange and wore a black cape with a white mask covering half of his face. He held out his paw to her.

_"I am your Angel of Music,"_ he sang. _"Come to me Angel of Music."_

Munkustrap had come back to look for Demeter, but found that her door was locked. He jiggled the door but froze when he heard another male voice inside. "Whose is that voice? Who's in there?"

_"I am your Angel of Music," _the tom sang once more. _"Come to me Angel of Music."_

Demeter watched as her paw went straight through the glass. She looked at his outstretched paw. She started to lift her paw up, hesitated, and then took his paw.


	4. Music of the Night

He was none other than the PhanTom of the opera. But he was also Demeter's Angel of Music. She felt like she was in her own world as they walked down a bright hall. Along the wall were arms holding out candles, and they moved when the PhanTom and Demeter walked past them. As they walked, he would look back at Demeter once in a while. A song suddenly came to Demeter.

_"In sleep he sang to me, in dreams he came. That voice which calls to me, and speaks my name. And do I dream again? For now I find: the PhanTom of the opera is there, inside my mind."_

They walked down a spiral staircase and ended up in a huge tunnel. He looked at her and began to sing as well. _"Sing once again with me , our strange duet. My power over you, is stronger yet. And though you turn from me, to glance behind, the PhanTom of the opera is there, inside your mind!"_

They arrived at a what looked like a lake. There was a boat tied up on a dock near them. The boat was big enough to fit two cats. It had skulls on the side and a latern on the front and back. He let go of her paw and helped her into it. He began to glide them through the water with a long stick.

_"Those who have seen your face, draw back in fear. I am the mask you wear-"_

_"It's me they hear."_

_"Our spirit and our voice,"_ they sang together. _"In one combined. The PhanTom of the opera is there, inside your mind!"_

A big gate had opened in front of them. They entered his lair, and candles began rising from underneath the water. Demeter though they would hit one at some point, but the PhanTom easily guided the boat through.

_"He's there,"_ Demeter sang. _ "The PhanTom of the opera."_

Demeter began singing at notes she thought she couldn't hit. The PhanTom brought the boat to the stone walkway that led to his lair. Demeter ended the song on a really high note, which sounded beautifully. He got put of the boat and helped her up. Demeter had to admit to herself that his lair was beautiful, considering it looked like it was in a sewer.

The PhanTom turned to look at her. _"I have brought you, to the seat of sweet music's throne, to this kingdom were all must pay homage to music. __Night time sharpens, __heightens each sensation. __Darkness stirs and wakes imagination. __Silently the senses abandon their defences. __Slowly, gently night unfurls its splendour. __Grasp it, sense it-tremulous and tender. __Turn your face away __from the garish light of day, __turn your thoughts away __from cold, unfeeling light-__and listen to the music of the night."_

His deep brown eyes never left hers._ "Close your eyes and surrender to your __darkest dreams! __Purge your thoughts of the life __you knew before! __Close your eyes and __let your spirit start to soar! __And you'll live __as you've never lived before."_

He took her paw and they began walking slowly around his lair._ "Softly, deftly, __music shall surround you. __Feel it, hear it, __closing in around you. __Open up your mind, __let your fantasies unwind, __in this darkness which __you know you cannot fight-__the darkness of the music of the night. __Let your mind start a journey __through a strange new world! __Leave all thoughts __of the world you knew before! __Let your soul take you where you __long to be! __Only then can you belong to me."_

He spun Demeter around so that her back was pressed up against him. He ran his paws over her body._ "Floating, falling, sweet intoxication! __Touch me, trust me savour each sensation! __Let the dream begin, __let your darker side give in __to the power of the music that I write-__the power of the music of the night."_

He led her to a room a couple feet away. She peered inside and saw a realistic life-size replica of her in a wedding dress. She fainted, and the PhanTom caught her before she hit the ground. He carried her in his arms over to his bed and gently put her down. He pulled gently on a rope hanging from the ceiling, and a soft see-through black sheet cascaded from the roof.

_"You alone can make my song take flight-__help me make the music of the night."_

* * *

Jemima cautiously peered into the changing room, looking for her missing friend.

"Demeter?" She whispered. She noticed the mirror was pushed out a bit. When she got closer she realized it was a one-way mirror. She pushed the glass open more so she could get through. She peered down the murky tunnel. She was barely a few feet in when she felt something grab her arm. She stifled a scream and turned to see Grizabella staring at her. Grizabella led Jemima back inside.

* * *

Demeter woke up sometime later confused. She didn't recognize the bed. As she looked around, the memories began swarming in her head. She thought at the time she was in a dream when meeting the PhanTom, but now she knew it was real. She got out of the bed and slowly walked out of the room.

_"I remember there was mist," _she sang as the memories came back. _"Swirling mist upon a vast, glassy lake. There were candles all around, and on the lake there was a boat. And in the boat there was a tom."_

She turned her head to see the PhanTom sitting at his desk. He turned his head when he heard her approach.

_"Who was that shape in the shadows? Whose was that face in the mask?"_ The PhanTom closed his eyes and sighed at her touch. Little did he know that she intended more than touching him. She slipped a claw under the white mask and pulled it away. The PhanTom pushed her down to the ground while covering up the side of his face. He began swearing and breaking mirrors. His behavior began to frighten Demeter and she started to cry. Realizing that her scared her, he calmed down and sat next to her. She silently handed him his mask, and he turned around to put it back on.

He got up and extended a paw to Demeter. "Come, we must return you. Those two fools who run my theater will be missing you."

They walked slowly up the way they came down. Not wanting to make the walk uncomfortable, she asked, "Is there another name you would like me to call you? I'm sure you must get tired of hearing 'Opera Ghost' and 'PhanTom'."

The PhanTom smiled. "My real name is Macavity. You may call me that if you'd like."

"Ok...Macavity."


	5. Far Too Many Notes

_Flash forward to Paris 1919_

The crowds had died down outside by the time the public auction was finished. Madame Grizabella watched as Munkustrap was helped into his carriage. He noticed her and nodded his head. The carriage pulled away and Munkustrap watched Grizabella fade in the mirror as they drove away.

* * *

_Back to Paris 1870_

Bustopher Jones scurried up the Opera Populaire's stairs. A line was already forming at the front entrance to get inside.

_"Mystery after gala night. It says 'Mystery of soprano's flight'. 'Mystified' all the papers said. We are mystified, we suspect foul play. Bad news on soprano scene." _Bustopher clutched a letter in his hand with the initials OG on the back. _"First Bombalurina and now Demeter! Still, at least, the seats get sold. Gossip's worth its weight in gold. What a way to run a business; spare me these unending trials. Half your cast disappears, but the crowd still cheers! Opera! To the Heaviside Layer with Gluck and Handel. Have a scandal and you're sure to have a hit!"_

_"Will they all walk out?"_ Gus sang.

_"Gus, please don't shout! It's publicity, and the take is vast. Free publicity!"_

_"But we have no cast!"_

_"Gus, have you seen the queue? Ah, it seems you've got one too." _Bustopher noticed Gus was holding a letter similar to his.

Gus opened it and read:

** Dear Gus,**

**What a charming gala! Demeter was, in a word, sublime. We were hardly bereft when Bombalurina left. On that note, the diva's a disaster. Must you cast her when she's seasons past her prime?**

** OG**

Bustopher cleared his throat and read his note out loud:

**Dear Bustopher,**

**Just a brief reminder: my salary has not been paid. Send it care of the Ghost by return of post PTO. No one likes a debtor, so it's better if my orders are obeyed.**

** OG**

_"Who would have the gall to send this?" _They sang together. _"Someone with a puerile brain. These are both signed 'OG'"_

_"Who the Everlasting Cat is he?"_

_"Opera Ghost!" _They exclaimed.

_"It's nothing short of shocking."_

_"He is mocking our position!"_

_"In addition he wants money."_

_"What a funny apparition."_

They looked at each other. _"To expect a large retainer, he is clearly quite insane."_

_"Where is she?" _Bustopher and Gus turned to see Munkustrap storming up the steps.

_"Bombalurina?"_

_"I mean Demeter! Where is she?"_

_"Well, how should we know?"_

_"I want an answer! I take it that you sent me this note?" _Munkustrap held up a letter just like the other two. _"Isn't this the letter you wrote?"_

_"And what is that I meant to have sent?" _Gus took the note and read it.

**Do not fear for Demeter. The Angel of Music has her under his wing. Make no attempt to see her again.**

** OG**

Just then, Bombalurina burst through the front entrance, holding yet another note.

"Where is she?" Bombalurina demanded. "I have the letter you sent me!"

"I didn't send you a letter." Munkustrap took Bombalurina's letter and read it to everyone.

**Your days at the Opera Populaire are numbered. Demeter will be singing on your behalf tonight. Be prepared for a great misfortune if you attempt to take her place.**

** OG**

_"Far too many notes for my taste," _Bustopher and Gus sang. _"And most of them about Demeter. All we've heard since we came was Demeter's name!"_

"Demeter has returned," a voice spoke up. Everyone turned to see Grizabella and Jemima standing at the bottom of the stairs. "I thought it'd be best for her to be alone."

"She needed rest," Jemima added.

"Will she sing?" Everyone asked.

"Here, I have a note." Grizabella handed a note to a flustered Munkustrap.

**Gentletoms,**

**I have now sent you several notes of the most amiable nature detailing how my theater is to be run. You have not followed my instructions, and I shall give you one last chance. Demeter has returned to you, and I am anxious for her career to progress. In the new production, you will cast Bombalurina as the pageboy, and Demeter will play the countess. I shall watch the performance from my normal seat in Box 5, which will be kept empty. Should these commands be ignored, a disaster beyond your imagination will occur. I remain, Gentletoms, your obedient servant.**

** OG**

"Demeter will be playing the pageboy-the _silent_ part!" Bustopher announced. "Bombalurina will play the countess."

Grizabella and Jemima tried to talk them into changing their minds, but could see their minds would not change. Grizabella had finally led Jemima away from the crowd. She was worried because she knew the PhanTom would carry out his threat if his demands were ignored. She sighed and went to help get everyone ready for the play tonight.


	6. The PhanTom Strikes Again

Skimbleshanks glanced out into the audience as he conducted the orchestra. He sighed and turned back, knowing as well as Grizabella that the PhanTom would definitely be mad. Demeter followed silently behind Grizabella and Demeter to the backstage, waiting for the curtain to rise.

Grizabella noticed a movement in the corner of her eye. One of the crew members had placed a bottle of perfume for Bombalurina on the table, but she watched the PhanTom replace it with the same bottle but with a different liquid. Unfortunately, one of the workers up in the rafter saw him, too.

The curtain went up after a while after three cats had sung a song to open the play. The second curtain rose, and Demeter was in place. She was to hide behind Bombalurina's fan with her and pretend that they were kissing. After a few seconds they popped out from behind the fan, pretending to be shocked they were caught.

Up above, Macavity watched the play continue. His anger began boiling; his commands were ignored. Those fools knew what was coming, but thought of it as a joke. Back down below, Demeter and Bombalurina had to pretend to hide behind the fan to kiss again.

"We'll see who's laughing know," Macavity whispered. He ran up to where are the ropes that held onto the chandelier and other things. He slowly opened the door that led to a ledge near the ceiling and walked out.

"Where did he go?" The rafter worker whispered. He was searching for the PhanTom.

"Did I not instruct that Box 5 was to be kept empty?" Macavity boomed. His deep voice bounced off the walls. Everyone turned to stare at the intruder. Grizabella and Skimbleshanks shared a worried look.

"He's here, the PhanTom of the Opera!" Meg announced quietly.

"Macavity…" Demeter said. Bombalurina whipped around and glared at her.

"Your part is silent, little streetcat!" She screeched.

"A streetcat, Madame?" Macavity said quietly so no one could hear. "Perhaps it is you who is the streetcat." He turned around and walked back through the door. Bombalurina went to have the perfume sprayed in her mouth. No one knew that it had been replaced by the PhanTom. After a few squirts Bombalurina walked back to the center stage.

Bombalurina picked up the song where she left off. _ "You cannot speak but kiss me in my-ahh!"_ Her voice on the last word sounded hoarse. She regained her posture and tried again. _"Poor fool, he makes me laugh. Ha-ha-ha-ahh!" _Her voice became hoarse at the last note again. She tried to keep singing but her voice would not allow her. She ran off the stage in tears.

Everybody was laughing at Bombalurina's misfortune. Frankly, no one would mind her leaving. They wanted to hear Demeter sing instead.

"Ladies and Gentletoms, we apologize" Bustopher and Gus hurried onto the stage after the curtain closed. "The performance will continue in ten minutes' time. The role of the countess will be played by Demeter!" He looked behind the curtain and yanked Demeter out. Everyone cheered, and Munkustrap's ears perked up.

"Until then," Bustopher said. "We would crave your indulgence for a few moments. Meanwhile, we'd like to give you the ballet from Act 3 of tonight's opera."

"What?!" Skimbleshanks stage-whispered. Gus shot him a look, and Skimbleshanks caught on. He turned to his band. "Act 3, everyone! Act 3!" Demeter and Grizabella ran to the changing room, and sitting on the table, was another rose with a black bow. The curtain rose a little early, and everyone was running and getting ready for the ballet.

Up in the rafters, the worker was still hunting the PhanTom. The worker turned around and Macavity stood an inch away from his nose, grinning menacingly. The worker began running in the opposite direction, and Macavity ran after him. Once they got a moving rafter, Macavity took hold of the rope on each side and began violently shaking the rafter, causing the worker to fall. He held up a rope with a noose. They were directly above the stage. The worker turned around and Macavity choked the poor tom to death. He slipped on the noose and dropped the worker so he was hanging from the noose.

Everyone began screaming at the sight of the dead tom. Macavity let go of the rope and made the dead tom hit the floor with a sickening 'thud'. He smiled and walked away. Munkustrap shot up and ran for Demeter, who came out just in time to see what happened.

"We aren't safe here!" She cried and took Munkustrap's paw, leading them up a small spiral staircase. "He'll kill you!" They ended up on the rooftop. Snow was slowly falling. It would have been a romantic sight if they weren't running from death.

"There is no PhanTom of the opera!" Munkustrap said.

"Munkustrap, I've been there!" Demeter exclaimed. "I've been to his lair! I've seen him! Can I ever forget that sight? Can I ever escape from that sight? So distorted, deformed, it was hardly a face." She looked down at the rose she still held from the changing room. "But his voice filled my spirit with a strange, sweet sound. In that night, there was music in my mind. And through music my soul began to soar! And I heard as I'd never heard before."

"What you heard was a dream and nothing more," Munkustrap tried to say. He walked over to Demeter.

"Yet, in his eyes, all the sadness of the world. Those pleading eyes, that both threaten and adore."

Macavity was hiding behind one of the many statues on the roof. He wrapped his black cape around his back, covering most of his orange fur. He loved Demeter, but he couldn't have her with Munkustrap in the way. He stayed silent and listened to them talk.

_"Demeter…"_ Macavity's voice sang softly. Demeter perked up, but Munkustrap heard nothing. Munkustrap walked up behind Demeter and wrapped his paws around her waist, her back to him. He rested his chin on top of her head. Demeter dropped the rose she was holding and looked at Munkustrap.

_"No more talk of darkness,"_ Munkustrap sang, gazing at Demeter. _"Forget those wide-eyed fears. I'm here-nothing can harm you. My words will warm and calm you._ _Let me be your freedom, let daylight dry your tears. I'm here with you, beside you, to guard you and to guide you."_

_"Say you love me every waking moment," _Demeter joined in. _"Turn my head with talk of summertime. Say you need me with you now and always. Promise me that all you say is true. That's all I ask of you."_

_"Let me be your shelter, let me be your light. You're safe, No one will find you-your fears are far behind you."_ Macavity peered around the statue and his heart broke into pieces. Munkustrap was still holding her and she smiled at his touch. He listened sadly as they sang their feelings for each other.

_"All I want is freedom, a world with no more night. And you, always beside me, to hold me and to hide me."_

_"Then say you'll share with me one love, one lifetime. Let me lead you from your solitude. Say you need me with you here, beside you. Anywhere you go, let me go too. Demeter, that's all I ask of you."_

_"Say you'll share with me one love, one lifetime. Say the word and I will follow you."_

They sang together, _"Share each day with me, each night, each morning."_

Demeter gazed at Munkustrap with pleading eyes. _"Say you love me."_

Munkustrap smiled. _"You know I do."_

They held each other and song once more together. _"Love me-that's all I ask of you. Anywhere you go, let me go too. Love me-that's all I ask of you."_

Macavity peered from around the statue once more. He was on the verge of tears as he watched Munkustrap and Demeter shared a long, passionate kiss. Munkustrap picked up Demeter while they were still kissing and swung her around in a circle. Demeter held onto the back of Munkustrap's head fur and pulled him deeper into the kiss. They pulled away after a few moments and went back inside the opera house.

Macavity walked out from behind the statue and went over to the rose that Demeter dropped. He picked it up and stared at it, then began to sing. _"I gave you my music, made your song take wing. And now, how you've repaid me: denied me and betrayed me. He was bound to love you, when he heard you sing. Demeter…" _He crushed the rose in between his fingers, letting the petals and stem fall to the floor in pieces.

He started to cry. He loved Demeter so much, but she did not love him back. The song replayed in Macavity's mind, and tears of sadness and anger fell down his cheeks and he angrily got up. He ran over to the ledge of the roof and boomed his voice over the city. _"You will curse the day you did not do-all that the PhanTom asked of you!"_


	7. Bal Masque and Memories

_Flash forward to Paris 1919_

The carriage came to a stop from the traffic. A young couple walked in front of the carriage. Munkustrap watched the couple stand in front of a jewelry shop, and the queen kissed the tom.

His eyes flashed with the memory of the kiss he and Demeter shared when they were younger of the roof of the Opera Populaire.

* * *

_Back to Paris 1870_

Fireworks blew up in the sky, creating amusement for kittens and adults everywhere. Tonight was the Bal Masque, and cats were showing up in fancy outfits and costumes.

"Ah, Bustopher!" Gus cried. He was linking arms with a queen that Bustopher did not recognize.

"Hello Gus!" Bustopher said. He, too, was linking arms with a queen Gus didn't recognize.

"What a splendid party!" Gus exclaimed as they walked up the steps.

"The prologue to a bright new year," Bustopher added.

"Quite a night, I'm impressed."

"Well, one does one's best!"

"Here's to us, the toast of all the city."

"What a pity that the PhanTom can't be here!" Bustopher said sarcastically. They posed at the door for a picture before continuing. Inside, cats were dancing and singing about the masquerade.

Demeter and Munkustrap were walking along the hallway. She fingered a ring that hung on a chain around her neck.

"Think of it-a secret engagement!" She said happily. "Your future bride!"

Munkustrap sighed and faced her. "But why does it have to be a secret? What have we to hide?" He kissed her but Demeter pulled away.

"Munkustrap, don't. They'll see!"

"Well, let them see! It's an engagement, not a crime." She silenced him with a quick kiss. They waltzed onto the dance floor and began following everyone's movements. All around, cats were laughing and having a good time.

Skimbleshanks was standing near the staircase and conducting, although there was no orchestra. He nodded at Demeter and Munkustrap, smiling. The song drifted off as a presence was being sensed. Everyone turned to see the PhanTom standing at the top of the stairs. He wore his usual black cape, but swapped the mask for a different one-a skull mask.

He descended down the stairs slowly, and with each step he took boomed through the opera house. He glanced sideways at the cats as he continued making his way down.

_"Why so silent, good Messieurs?"_ He sang. _"Did you think that I had left you for good? Have you missed me, good Messieurs? I have written you an opera. Here I bring the finished score." _ He held up a black folder and threw it on the ground, making some music sheets fall out. _"Don Juan Triumphant! Fondest greeting to you all. A few instructions just before rehearsal starts: Bombalurina must learn to act, not her normal trick of strutting around the stage."_

Asparagus Jr. stood in front of Bombalurina. Macavity rolled his eyes and continued down the stairs. He looked at his managers and cocked his head to the side. _"And my managers must learn that their place is in an office, not the arts!"_

_"As for our star, Demeter." _He turned to look at Demeter. By then, Munkustrap left her side to fetch a sword. _"No doubt she'll do her best, it's true her voice is good. She knows though, should she wish to excel, she has much to learn. If pride will let her return to me, her teacher. Her teacher."_

Demeter and Macavity stared at each other. Demeter began to slowly walk towards Macavity. She stopped a few inches away from him. His eyes flashed down to the ring around her neck. He lifted his paw and angrily yanked it off her neck.

_"Your chains are still mine, you belong to me!"_ Munkustrap arrived in time to see him yank the ring off her and he ran towards him. Macavity turned and ran up the marble steps. He grabbed onto his cape and the floor caved in, making Macavity escape. Munkustrap dropped into the hole before it closed up.

Mirrors surrounded Munkustrap. Images of the PhanTom were all around him. He had no idea which was the real PhanTom. A noose dropped by Munkustrap's head. Grizabella snuck up behind him and grabbed him, pulling him out of the trap.

"Grizabella, please!" Munkustrap pleaded as he followed Grizabella to her room.

"Please, I know no more than anyone else."

"I know you're lying!"

Grizabella glared at him. "Very well." She let Munkustrap inside her room. She turned on a big lamp and they sat down on the couch. "It was years ago. There was a traveling circus in the city-gypsies. I was very young, studying to becoming a dancer. I lived in the dormitories of the opera house."

_"Come," a very tall and greasy tom said. "Come and see the devil's child!" _

_"We followed him inside his tent. There was a cage with a young tom who looked a kitten. He wore a potato sack over his head and was playing with a toy monkey that wore cymbals. The kitten looked up and met my gaze. The older tom walked over and whipped him repeatedly. He yanked the sack off the kitten and held his head up, making everyone stare at his deformed face. After everyone had gotten a good look, he let the kitten go."_

_"Everyone left the tent. I was the last to leave, but had the strange feeling to look back. The tom was collecting the money the cats had thrown it. The kitten grabbed onto a rope near him, and began chocking the tom to death. After the tom died, the kitten picked up the monkey, and noticed me staring at him in shock. I knew he couldn't stay there. I got him out of his cage."_

_"Murder!" A cat yelled, looking at me and the kitten. We ran out of the circus. I took him to the opera house, and opened a window. We climbed through, escaping the horrible life for the young kitten. _

"I hid him from the world and its cruelties. He has known nothing else of life since then, except this opera house. It was his playground, and now his artistic domain. He's a genius! He's an architect, designer, composer, and a magician."

Munkustrap sat in silence as Grizabella's story sunk in. "But clearly Grizabella, genius had turned to madness."


	8. Fight in the Cemetery

_Flash forward to Paris 1919_

The carriage drove along a smooth road that was lined with tree on both sides. Munkustrap watched a buck running alongside the carriage. Up ahead, he saw the opening for the cemetery.

* * *

_Back to Paris 1870_

The streets were grey and quiet. Demeter got out her bed and looked out the window. She opened the door to see a sleeping Munkustrap. She tiptoed past him and went out to the horse stable.

"Where to?" The tom who drove the carriage asked.

"The cemetery." She turned to go get a few things before leaving. She grabbed her cloak and bouquet of roses that she collected from Macavity. Some were already wilting. In the meantime, Macavity had knocked out the carriage driver and put on his clothes, covering his bright orange fur. He sat in the front, not facing Demeter. Munkustrap had woken up with a start and noticed the door to the room was open. He ran out to see the carriage with Demeter sitting inside driving away.

"Where have they gone?" Munkustrap demanded to the fallen tom.

"The cemetery." Munkustrap got on a horse and ran towards the cemetery.

_"In sleep he sang to me, in dreams he came."_ Demeter sang in her mind. _"That voice which calls to me, and speaks my name." _

They arrived at the cemetery and Demeter hopped out, thanking the driver. Macavity peeked at her when her back was to him as he drove away. She walked through the silent graveyard towards her father's grave. She began singing to calm her nerves. It was spooky visiting the graveyard when no one was around.

_"You were once my one companion, you were all that mattered. You were once a friend and father, then my world was shattered. Wishing you were somehow here again, wishing you were somehow near. Sometimes it seemed if I just dreamed, somehow you would be here. Wishing I could hear your voice again, knowing that I never would. Dreaming of you helped me to do, all that you dreamed I could. Passing bells and sculpted angels, cold and monumental, seem for you the wrong companion, you were warm and gentle. Too many years, fighting back tears. Why can't the past just die?"_

She walked down a path where gravestones faced her. She read the names and years the cats lived. Most of them were adults, but some of them were kittens or newborns. "_Wishing you were here again_, k_nowing we must say goodbye_. _Try to forgive_, t_each me to live_, g_ive me the strength to try!_ _No more memories_, n_o more silent tears_, n_o more gazing across the wasted years._

She walked up to her father's grave. She sat down on the steps and looked at the gravestone. Tears fell down her cheeks. "_Help me say goodbye_._ Help me say goodbye!"_

_"Wandering child, so lost, so helpless,"_ a deep husky voice sang. Demeter looked up at her father's grave. The doors opened and had a reddish glow on the inside. _"Yearning for my guidance."_

_"Angel or father,"_ she sang. _"Friend or PhanTom? Who is it there staring?"_

_"Have you forgotten your Angel?"_ The voice sang.

_"Angel, oh, speak. What endless longings echo in this whisper?"_

_"Too long you've wandered in winter, far from my fathering gaze."_

_"Wildly my mind beats against you."_

_"You resist, yet your souls obeys!"_

They began singing together in harmony as Demeter walked closer, entranced by the voice. _"Angel of Music, you've denied me, turning from true beauty. Angel of Music, do not shun me. Come to me, strange Angel."_

_"I am your Angel of Music…come to me Angel of Music,"_ the voice commanded.

"No! Demeter, wait!" Munkustrap ran into the graveyard.

"Munkustrap!" She cried.

"Whatever you believe, this cat-this thing-is not your father!"

Macavity jumped from the top of the building. His orange fur was bright against the grey day. They began clawing and scratching at each other. Macavity knocked Munkustrap off the ledge with one swipe. He got up when Macavity jumped at him. Demeter watched with a shocked and scared expression as she watched the two grown toms fight. Munkustrap had a deep scratch in his arm. With one more swipe, Macavity fell on the ground. Munkustrap stood over him, ready to end him.

"No! Munkustrap!" Demeter cried. "No! Not like this!"

Macavity kept looking back and forth at Munkustrap and Demeter. He was breathing heavily, wondering what was going to happen next. Munkustrap spat near Macavity's head a walked away, taking Demeter with him. They got onto the horse and rode away.

Macavity stood up and brushed the snow off of him. "Now, let it be war upon you both!"

* * *

Back at the opera house, Munkustrap was telling everyone about what happened. They decided it was time to end the PhanTom. "We shall play his game. If Demeter is to sing, he is certain to attend. The curtain falls, his reign will end!"

"We shall have the doors barred and the police armed," Gus informed.

* * *

Macavity slipped into the little room where the ropes were holding the chandelier up. He loosed them up and then quietly slipped away before being seen.

Munkustrap found Demeter in the small chapel where she came to pray. She was trembling slighty and crying. He sat down and held her close.

"I'm frightened. Don't make me do this," she pleaded.

"You said it yourself that he was nothing more than a cat," Munkustrap said.

"Can I betray the cat who once inspired my voice? He kills without a thought, he murders all that's good. I know I can't refuse, and yet I wish I could. Oh Everlasting Cat, if I agree what horrors wait for me?"

"Don't think that I don't care, but every hope and every prayer rests on you now." Munkustrap held her tighter as she sobbed into his shoulder.

* * *

Macavity was getting ready for the play in his lair. He slipped on a black mask and put in his black cape.

"Seal my fate tonight. I'd hate to cut the fun short, but the joke's wearing thin. Let the audience in, let my opera begin!"

He grabbed a candle and walked over to a small replica of the stage that was performing the new play. He took the candle and dropped it on the project, making a fire ruin it. He gave a maniacal smile and left his lair.

_"Tonight will be fun!"_ He thought to himself.


	9. The Unmasking of the PhanTom

Skimbleshanks opened the Don Juan sheet music and lifted his conducting stick. Actors ran out on stage to their places. Up in Box 5, Munkustrap looked at Bustopher and Gus, giving a slight nod that he was ready for whatever was to come. Bombalurina began singing at the audience started covering their ears.

Asparagus Jr. walked out on stage as Don Juan. He began singing with another tom who was dressed like him, but was supposed to be the fake Don Juan, laughing at how his young guest thought he was the real Don Juan.

The police began standing in their positions, ready to fire when they were given the signal. Munkustrap glanced at Bustopher and Gus, waiting for Demeter to start singing. Asparagus Jr. went behind a tent that was a makeshift room for Don Juan in his lair. Asparagus Jr. looked up and was silenced by Macavity.

Demeter walked out on stage and started to sing. Munkustrap leaned forward to listen and to watch for any suspicious activity. He smiled at the sound of Demeter's sweet voice. Demeter looked up at Munkustrap and he gave a loving smile.

Macavity emerged from the tent dressed like Don Juan. Most cats noticed the change in fur color, but thought it was part of the act. His gaze never left Demeter as he started to sing. _"You have come here, in pursuit of your deepest urge, in pursuit of that wish which till now has been silent. Silent. I have brought you. That our passions may fuse and merge, in your mind you've already succumbed to me, dropped all defenses, completely succumbed to me. Now you are here with me, no second thoughts-you've decided. Decided."_

Demeter froze when she heard Macavity singing instead of Asparagus Jr. She fixed the straps of her dress so that they weren't showing her shoulders. Macavity took Demeter's paw and spun her around so her back was pressed up against him. His paws holding on to her and began stroking her fur. _"__Past the point of no return. No backward glances. Our games of make-believe are at an end. Past all thought of 'if' or 'when'. No use resisting Abandon thought and let the dream descend. What raging fire shall flood the soul, what rich desire unlocks it's door, what sweet seduction lies before us? Past the point of no return, the final threshold. What warm unspoken secrets will we learn beyond the point of no return?"_

Demeter looked up at Munkustrap, and Macavity followed her gaze. Munkustrap widened his eyes and motioned to the guards that the PhanTom was there. She started to sing. _"__You have brought me to that moment when words run dry. To that moment when speech disappears into silence. Silence. I have come here, hardly knowing the reason why . In my mind I've already imagined our bodies entwining, defenseless and silent. Now I am here with you, no second thoughts-I've decided. Decided." _She slowly walked up on of the staircase props, and Macavity did the same but on the other staircase prop. _"Past the point of no return. No going back now. Our passion-play has now at last begun. Past all thought of right or wrong. One final question: how long should we two wait before we're one? When will the blood begin to race, the sleeping bud burst into bloom, when will the flames at last consume us?"_

They reached the top of the stairs and walked across the short bridge to each other. They sang at the same time, _"Past the point of no return, the final threshold. The bridge is crossed, so stand and watch it burn. We've passed the point of no return."_

Macavity held Demeter close to his body. An idea popped into his head. _"Say you'll share with me one love, one lifetime. Lead me, save me from my solitude." _Demeter opened her eyes in fear. He was singing the song that she and Munkustrap had sang on the roof! _"Say you want me with you here, beside you. Anywhere you go let me go, too. Demeter, that's all I ask of-"_

Demeter turned around and ripped the mask off Macavity before he could finish. Macavity stared at her sadly as Demeter looked at his deformed face. He had ugly scratch marks. His nose was peeled and crusty. The right side of his lip was curved up a little, which was caused from being abused as a kitten. The corner of his right eye was also curved down as a result of being abused as well. The police started running towards them with loaded guns. Macavity looked sadly at Demeter, then cut a rope. He pushed down on a lever and grabbed Demeter before he fell down. They didn't hit the ground. They kept falling down into his lair.

The chandelier had begun to swing violently before it caved in from the roof. It fell towards the crowd as cats ran screaming for their lives. The chandelier did not hurt anyone, but it detroyed the seats and floor. A fire broke out when the chandelier crashed. The whole opera house was engulfed in flames.

"Asparagus Jr.! My love!" Bombalurina ran to the dead tom. She cried into his chest while rubbing his fur. Munkustrap knew where the PhanTom had taken Demeter, and quickly ran in that direction before the fire reached him.

* * *

Macavity had a tight grip on Demeter as they made their way deeper into the lair. Demeter struggled to get free of his hold.

_"Down once more to the dungeons of my black dispair,"_ Mscavity sang angrily. _"Down we plunge to the prison of my mind. Down the path into darkness deep as Hell!"_

* * *

Munkustrap had finally reached the beginning of the spiral staircase. He looked over the edge and saw the stairs went a long way down. He gritted his teeth but continued forward. He ran for about a few minutes before he fell into a trap and plunged into water. A wall above his began to slowly drop, which would drown him. He noticed a door off to the side but didn't have time to make it. The wall came closer. He took a deep breath and went underwater to find a way out. He found a wheel that would make the wall go back up. He tried to turn it but was running out of air, so he swam back up to the surface. The wall was a few inches above the water, and he took one last breath. He plunged back into the water and turned the wheel. The wheel finally turned and the wall started to rise back up. Munkustrap swam to the door and got out.


	10. Compassion

Macavity sat on his bed and fingered the ring that he took away from Demeter. He turned to see Demeter walking towards him in the wedding dress he had. She had tears running down her cheeks. Macavity tried to reach out to her, but Demeter backed away from his touch. He sighed and put the veil on her head. He took Demeter's paw and placed the stolen ring in her palm. Her fingers closed around it and walked towards a mirror, pulling back the cloth that covered it.

"Your face holds no horror for me. It's in your soul that the true distortion lies."

Macavity perked his ears up when he heard someone approahing his lair. Munkustrap was on the other side of the closed gate. Macavity gave him a cold smile.

"I think we have a guest, Demeter." Demeter spun around and gasped. "I had rather hoped that you would come! And now, my wish has come true. Thank you for making my night."

"Let her go!" Munkustrap demanded.

Macavity cocked an eyebrow. "Your lover makes a passionate plea."

"Let her go!" Munkustrap demanded again. "Show some compassion!"

"There world showed no compassion to me," Macavity growled, but shrugged his shoulders. A plan started to form in his mind. "Fine. You may see her." Her pushed down a lever that opened the gate.

"Demeter!"

"I bid you welcome, Monsieur." Macavity greeted slyly as he walked in the water towards the soaken Tabby. "Did you actually think I would harm her? Why would I make her pay for the sins which are yours?" Macavity reached into the water and threw a noose at Munkustrap.

"No!" Demeter cried.

Munkustrap was pushed and bounded against the gate.

"Start a new life with me," Macavity turned to Demeter. "Buy his freedom with your love. But, if you refuse me, you'll be sending your lover to his death! This is the point of no return!"

Demeter began walking towards Macavity. "The tears that I shed for your dark fate grow cold and turn to hate!"

Macavity tightened the noose on Munkustrap, who began gagging. "So, do you end your days with me, or send him to his grave?" Macavity kept tightening the rope and it was becoming harder for Munkustrap to breathe.

"You decieved me," Demeter stated. "I gave you my mind blindly."

"You try my patience," Macavity hissed, and his orange fur seemed brighter whenever he was angry. "Make your choice!" He gave a sharp pull to the noose and it tightened more around Munkustrap's neck.

Demeter got closer and leaned up to Macavity. She wrapped her arms around his neck and she kissed him. Macavity hesitated at first, but dropped the rope to wrap his arms around her waist. She grabbed onto the back of his headfur and pulled him closer. After a few moment Macavity pulled away, crying.

"The world showed me no compassion," Macavity stated again. "But now..." He abruptly turned away from Demeter and headed towards his room. "Go! Get out of here! Take your lover and forget and me and this place!"

Demeter ran to Munkustrap and untied him. He pulled in into a hug. She looked where Macavity had went to his bedroom. He sat on the bed and played with his musical box with a monkey playing the cymbals on top, singing softly to himself. He looked up to see Demeter hovering in the doorway. She stepped forward and placed the ring in his paw.

_"Demeter, I love you..."_ he sang with tears in his eyes. Demeter didn't say anything as a tear fell down her cheek. She gave him one last sad glance before she returned to Munkustrap. They rode away in Macavity's boat, and Demeter casted one last glance at the PhanTom of the opera's lair of darkness. Macavity watched them row away. _"You alone can make my song take flight. It's over now, the music of the night!"_

He walked over to the mirrors around his lair, and stared at his deformed face. He picked up a candle holder and angrily smashed all the mirrors. One mirror was left and Macavity pulled up the cloth that was hanging over it. He smashed the mirror, and it revealed a secret tunnel. Macavity took one last look at his home and turned around, dropping the cloth to cover up the broken mirror.

Jemima and the angry mob arrived shortly after Macavity disappeared. They looked around in awe at the secret lair that was hidden beneath the Opera Populaire. Jemima ran to the bedroom and picked up the mask the PhanTom had left behind.


	11. True Love Never Dies

_Flash forward to Paris 1919_

Munkustrap was wheeled into the graveyard. They stopped next to the famous gravestone of Old Deuteronomy, and next to it was a smaller gravestone.

_"Demeter. Beloved wife and mother."_ It read.

Clutching the musical box, Munkustrap got out of his wheelchair. His nurse and chauffer started to help him, but he waved them off. He slowly limped towards the gravestone. He set the musical box down on the gravestone. He sighed, fighting back tears. He started to turn around but stopped when he saw an object laying on the corner of the gravestone.

A single red rose with a black bow with the ring from the Bal Masque attached to the stem.


End file.
